7

                                                       Ge.lsralltrqu]gl I',le-Ef2-Q-ls
                                  No. 1/8/2O 13-CL V
                                  Government of India
                              Ministry of Corporate Affairs

                                                  sth Floor, A wing, Shastri Bhavan,
                                                             Dr R.P. Road, New Delhi

                                                              Dated: l&1June,    20 15

    To

    All Regional Directors,
    A11 Registrars of companies,
    All Stakeholders.

    Subject: Clarification on repayment ofdeposits accepted by the companies before
             the commencement of the Companies Act, 2013 under section 74 of the
             said Act


    Sir,


          This Ministry has received representations seeking clarification regarding
    processing of the deposits related complaints recived from investors under
    section 74 of the Companies Act, 2013 (the said Act) in respect of defaults made
    by companies in repayment of deposits accepted by them before th
    commencement of the said Act i.e. before lst April, 2014 and filing of
    prosecutions against defaulting companies by the Registrars of
    Companies/Regional Directors.






           2. The matter has been examined in the Ministry and it is clarified
    that vide Removal of Difficulties (Scond) Order [S.O. 1428(E)l dated 2"d June,
    2014 ar'd Removal of Difficulties (Fourth) Order lS.O. 146O(E)l dated 6d June,
    20 14, the Company Law Board has been empowered to exercise the powers of
    National Company taw Tribunal under sub-section (4) of section 73 and sub-
    section (2) of section 74 of tL'e said Act, till the latter's constitution. Thus, a
    depositor is free to lile an application under section 73(4) of the said Act, with
    the Company Law Board if the company fails to make repayment of deposits
    accepted by it. Further the company may also file application under section
    74(21 of the said Act with the Company Law Board seeking extension of time in
    making the repayment of deposits accepted by it before the commencement of
    the provisions of the said Act .






            3. Further, attention is also drawn to Explanation appearing below Rule
      19 of the Companies (Acceptance of Deposits) Rules, 2014 which clarifies the
      conditions subject to which a company would be deemed to have complied with
      the requirements laid down in Section 7a(1)(b) of the Companies Act, 2013
      Companies can repay deposits accepted prior to 1"t April, 2O14 in accordance
      withierms arld co;ditions for which the deposits had been accepted.
             4. It is also clarified that there is no bar on the Registrar of Companies for
      filing of prosecution against a company if such company fails to make
      repayment ofdeposits accepted by it under the provisions of the Companies Act,
       1956 or Companies Act, 2013, subject to the contents of para 3 above-
                  This issues with the approval of the competent authority




                                                                           Yours faithfully

                                                                         j.Ao^,Iu
                                                                                      -
                                                                        (KMS Nara ananl
                                                                Assistant Director (Policy)


      Copy to:-



      1. e-Governance Section and web contents Officer to place this circular on the
      Ministry website
      2. cuard File